


Survival

by Enter_the_Doc



Category: Star Wars: The Clone Wars (2008) - All Media Types
Genre: Angst, Angst and Hurt/Comfort, Emotional Hurt/Comfort, Episode: s07e12 Victory and Death Spoilers, F/M, First Kiss, Love, Oral Sex, Romance, Smut, Survivor Guilt, Vaginal Fingering, Vaginal Sex, rexsoka
Language: English
Status: Completed
Published: 2020-05-10
Updated: 2020-05-10
Packaged: 2021-03-02 18:42:12
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 1
Words: 3,833
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/24111499
Author URL: https://archiveofourown.org/users/Enter_the_Doc/pseuds/Enter_the_Doc
Summary: This picks up from the last scene with Rex and Ahsoka in Clone Wars s07e12 'Victory and Death.'  They both struggle in the aftermath of Order 66 and try to come to terms with the loss of the other clones.  Now that the Republic has fallen, they are free to express their feelings for one another and find comfort in each other's touch.
Relationships: CT-7567 | Rex/Ahsoka Tano
Comments: 19
Kudos: 205





	Survival

**Author's Note:**

> I didn't realize I was a Rexsoka fan until watching the final episode, 'Victory and Death.' In particular, the scene on the Venator when Ahsoka removes Rex's helmet and comforts him. That moment inspired this work and made me realize I need more of both of these characters. There is some angst, survivor's guilt, and some explicit smut. All feedback is welcome as this is my first ever post. Enjoy!

A cold wind cut across the desolate landscape. Rex walked slowly to the Y-wing and reached up to place the shovel inside. He let his hands fall against the hull and could feel the coldness of the metal through his gloves. His eyes lost focus and his mind felt numb. The lump in his throat and weight in his chest were constant reminders of the events they had just lived through. The fighting had happened so fast, but burying his brothers had seemed to take an eternity. Rex turned his head towards the graves and the only other survivor of the crash.

The wreckage of the Venator still burned behind the clones sending billows of smoke into the atmosphere. His eyes focused on the grey silhouette of Commander Ahsoka Tano as her cloak caught the wind. She stood staring out over the newly established graveyard. Rows of helmets suspended on stakes marked the graves of their owners. The solemn thought that he should be in the ground with them drifted to his mind and he quickly shook it out. Rex closed his eyes and dropped his head towards the ground. If Ahsoka had not removed his inhibitor chip and let him die she might be dead, too. And the thought of that twisted his stomach and tightened his throat. He quickly raised his head again and his eyes snapped to the Commander. He felt as though she would disappear if he let her out of his sight for too long and he would be alone with nowhere to go. And nothing to live for.

There was no more Republic to fight for. His entire purpose of existence had been destroyed. But Rex still had Ahsoka and he would protect her until the end. He watched as the former Jedi slowly walked back towards him. Her eyes were cast downwards and her steps looked heavy, a stark contrast from her usual light-footedness. The thick grey cloak she wore cast a dark shadow down her face. Rex could not remember a time when he had seen her look so defeated. But then, neither of them had experienced such devastating loss before. Knowing he could not protect her from the pain she felt amplified his own.

The process of retrieving his brothers’ bodies and placing them to rest had been done mainly in silence. Conversation had been sparse and always ended with a bitter taste and deafening quiet. They had shared quips about various clones to remember more positive times and honour the dead. But the effort was in vain and only rubbed salt in their wounds. Ahsoka had briefly mentioned Anakin, and how she had felt his death while they were still on the Venator. Rex knew she had seen her Master as a brother and was likely torn apart inside from losing him. Yet she still maintained her composure and had yet to shed a tear.

Rex thought back to their moment on the Venator when Ahsoka had removed his helmet during his moment of weakness. He had felt angry, betrayed, and hopeless. His brothers wanted both of them dead and he had struggled to come to terms with that. Ahsoka had read his emotions even through his bucket and had taken the time to comfort and reassure him. In that moment he had initially felt ashamed for his lack of control as tears ran down his cheeks. But the warmth in her words had melted away any embarrassment. He hoped he could do the same for her when she was ready.

Rex looked at his Commander now as she crouched beside the remains of R7. They had pulled the droid from the wreckage in hopes of repairing the blaster damage. The droid’s assistance in the coming days would help them navigate their situation. She looked frail as her cloak draped over her small body. Her slender hands brushed an invisible blemish from the droid. It seemed to be an absent-minded gesture, a means of filling time and space without knowing what else to do. Rex knew her mind was far from empty, though. Same as his.

He heard himself speak before he could think better of it. 

“Can I ask you a question, Commander?” His voice sharply cut through the heavy silence. It was raspy from exhaustion and emotion. The ex-Jedi’s hand came to a halt and her eyes closed. Rex silently chastised himself for disturbing the quiet.

Ahsoka sighed.

“Rex,” she turned to meet his gaze. Her eyes looked dark and sunken on her typically bright and eager face. Her blank expression held a hint of hostility. “There is no need to call me Commander, anymore. The Republic is gone and the Jedi are dead.”

He watched as her eyes squeezed shut and her head drooped towards her chest. He knew the anger in her voice had not been directed at him. It was a response to everything that had happened since Order 66 was declared. More than that, it was a culmination of emotions that had been building since before she left the Jedi order. The young Commander had been through so much. Jedi were trained to ignore their emotions, and many did. Ahsoka took after her Master, however, and often disregarded this rule. But Rex knew she still held much inside and wished he could help alleviate some of her pain.

“Forgive me,” her eyes opened and she rose to stand in front of him. “I didn’t mean to sound angry. You can ask me anything, Rex.” She strained to force a small smile.

“Why…did you save me?” Rex felt his throat tighten and he almost choked on the words. His vision blurred and he blinked away the impending tears. He saw hurt flash across the ex-Jedi’s face and she quickly turned away from him.

“Would you have preferred I left you there to die with your brothers?” Her voice was cold. She had never taken that tone with him before.

“I…almost killed you. And now…it feels as though I’ve killed my brothers. We had to lay so many of them in the ground. I should have fallen with them.”

Ahsoka’s head snapped back to him and there was a newly lit fire in her eyes.

“You know that wasn’t your fault. Darth Sidious had the clones programmed to turn on the Jedi. You were all pawns in his plan of deceit. It was not your choice. You even fought your inhibitor chip long enough to tell me where to look for the answer. The answer which saved you. Why would you have warned me about Fives if you didn’t want to be saved?”

The passion in her speech reminded him of her old self. He sighed and rubbed the back of his neck.

“I know you’re right. I just…don’t know how I’m going to get over this feeling of guilt.”

“We can face that together.” She took a step towards him and rested a hand on his shoulder. “You’re the strongest soldier – the strongest man – I know. You’ll make it through. And I’ll be here whenever you need me. That’s what friends are for.”

“I don’t know what to say, Comman— Ahsoka. Thank you. But that is a heavy burden for you to carry. You already have your own emotions to deal with. I cannot expect you to carry mine, too.”

She looked at him now with an expression he did not recognize. She let her hand slide from his shoulder down his chest and fall to her side. Ahsoka sighed and spoke hesitantly.

“Back on the bridge, before…everything. I told you I considered you a good friend. But it’s more than that, Rex.” Her arms wrapped around herself as she spoke. “Anakin…Anakin was like a brother to me. But you…” She looked at him and he saw tears welling up in her eyes. She took another step forward and rested a hand on the centre of his chest. Rex wished he wasn’t wearing his armour so he could feel her warmth. He noticed her breath grow heavy as she watched her hand rise and fall with his chest plate.

“If I had lost you, I might not have made it.” Her voice was just above a whisper now. “Even if I had escaped the ship…”

“Ahsoka…” Her name came out of him as a desperate whisper. A burning heat emanated from deep within him as he studied her face. With the heat came an irresistible desire to be close to her. To feel her body against his. No armour. No cloak.

Rex felt his face flush and his heart rate quicken. Why had he never realized how beautiful she was before? He had recognized her as an attractive woman. Even had the odd carnal thought flash into his mind, but he had always chalked that up to simple sexual frustration. He had always pushed them from his mind. She was his Commander, after all.

But not anymore. Now they were traitors. Outlaws. And old rules no longer applied. Now he could truly appreciate the gentle curves of her face, the fullness of her lips, and the intoxicating depth of her blue eyes. He lifted a hand hesitantly. Reaching out, he swept the hood of her cloak from her head and gently ran his gloved hand down her right lek.

Ahsoka lifted her face to look at him. Her eyes reflected Rex’s hunger and his impulses took control. His hand moved from her lek to cradle the side of her neck, his thumb resting on her cheek. His mouth rushed forward to meet hers as his other hand reached for her hip and pulled her body into him. Her lips were soft and warm and better than he could’ve imagined. He felt them part under his and their kissing became more frantic.

Their tongues intertwined and their hot breaths came fast and heavy. Rex stepped forward, moving both hands to her hips to guide Ahsoka backwards and roughly pressed her against the ship. She let out a gasp and he moved his mouth to her neck. He felt her hands moving across his back. He exhaled heavily through his nose as he kissed down her neck, sending shivers down her body. One of his hands snaked upwards across her front, stopping to squeeze her breast. His other hand reached around to grab her ass. His groin was burning and he became aware of the uncomfortable tightness of his armour. The rigid body plates were not designed to contain a throbbing erection.

As if reading his mind, Ahsoka gently pushed him backwards and began to remove his armour. Rex watched her hands work and tried to steady his breath, to no avail. Watching her fingers deftly remove each piece only increased his arousal. She worked fast and had him down to his base layer in no time. Having worked down his body, she ended on her knees in front of him. She looked up at him and the lust was evident on her face. She reached forward and slowly slid his bottoms down, his hard cock bouncing free as she did so. He stepped out of his pants as she placed a hesitant hand on his penis. He felt it twitch under the warmth of her skin and a short moan escaped his lips as she slowly caressed his shaft. One of his hands came to rest gently on her head. The togruta looked up at him as she leaned forward and wrapped her lips around his dick.

“Aa-Asoka,” Rex gasped, closing his eyes. He had never known a woman’s touch like this. The life of a clone was meant for one thing. He had been devoted to the Republic and had not allowed such distractions. The only women he’d known intimately had been on the holo. The only arousing touch had been his own hand.

The warm, wet sensation of Ahsoka’s mouth engulfing his erection was incredible. He watched as she bobbed in and out. His legs began to shake with her every movement. Seeing her in such a compromising position and so eager to please him brought him to the edge. He let out a moan and quickly stepped back, his cock popping from her mouth.

“Did I do something wrong?” Ahsoka’s face was flushed as she panted for breath. She wiped the saliva from her lips and stared urgently at Rex.

“No, no. Of course not,” he breathed. “I’m just not ready yet.”

She shot him a questioning glance as he pulled her to her feet. Rex kissed her hard and slid her robe off, letting it fall to the ground. They continued to ravenously kiss as he reached down to unclasp her belt. He ran his calloused hand down her torso, then back up under her tunic. On his second pass he caught her bottoms and slid them down with ease. She shivered, and he wasn’t sure if it was from the coolness in the air or arousal. Her back was once again against the Y-wing. Rex’s hand gently stroked her thigh and mons pubis until she parted her legs expectantly. Two of his fingers slipped between her lower lips and were met with slick wetness. Ahsoka let out a loud gasp.

“You’re so wet…” Rex growled, gently inserting the two digits into her opening. She answered with a gasping moan. Her hands rested on his shoulders and began to squeeze tightly, her nails digging through his shirt into his skin. His cock was throbbing so hard with desire that it almost hurt.

Rex pumped his fingers in and out of her a few times before slipping them out to find her clitoris. It was already engorged. He watched her face as he made circular motions around the sensitive tip. Her eyes were tightly shut and her brow furrowed. She bit her lip as he slipped his fingers inside again, his hand slick with her fluid. She writhed as his fingers filled her. His other hand slid under her tunic and found her breast. Her nipple was already rock hard. He used his thumb to gently caress it.

“Oh…Rex…” Hearing her moan his name sent an overwhelming rush through his body. His sopping wet fingers moved to her clit once more. He rubbed it with increased fervour and pressed his open mouth onto hers to stifle her moan. Her hips began to buck against him and he increased the speed at which he pleasured her. Her body suddenly violently shuddered. She broke free from their kiss and moaned loudly. If he hadn’t had his shirt on, he was sure his shoulders would be a bloody mess from her fingernails grasping at his skin.

Rex continued to rub her clit through her orgasm, until Ahsoka gently pushed his hand away. He felt her legs start to give out and held her by the waist to keep her from collapsing. He lifted her up against the ship and she wrapped her legs around him. Rex didn’t want to waste any time. He wanted to feel her warm wetness engulfing his cock and fill her while she was still recovering from her climax. With her shoulders pressed against the hull and her arms gripping around his neck, he positioned the tip of his erection at her opening. Before entering her he slowly slid his penis across her clitoris to elicit an involuntary jerk of her pelvis and another heavy moan from her lips.

“Stop teasing and fuck me,” she said breathily. Her eyes were half open and she looked at him greedily.

“Yes, commander,” Rex smirked. He would pay for that later.

Holding his pulsing erection in his hand, he gently guided the tip into her opening. He began to slowly thrust into her, sliding a little deeper with every movement. She was so wet and hot inside. His breathing quickened as her tight pussy hugged his cock. Rex nuzzled his face into her neck and gripped her ass tightly with both hands. He could feel her body tensing as he thrust deeper. Finally, his entire shaft was inside of her. He began to thrust harder now, the impact of their bodies making a light slapping sound. He was not going to last long.

Rex could feel Ahsoka’s heart beat match his own as if they were a single entity. The distant memory of a mantra floated across his mind, I am one with the force and the force is with me. He didn’t truly understand the force, and certainly couldn’t feel it. Unless he counted the many times he’d been lifted by one of the Jedi during a mission – he hated when they did that. But despite his lack of knowledge, he was sure his and Ahsoka’s force signatures would be combined as one at this moment.

As he edged closer to climax his thrusting increased in speed and strength. Ahsoka had begun to thrust in time with him causing their bodies to smack together at a greater intensity. They were both gasping for breath and their skin was on fire.

“Oh, fuck,” Ahsoka whined. Her body tensed against the clone as he continued to thrust hard into her. As she orgasmed again her vagina tightened around Rex’s penis. A rush of heat emanated down his shaft that drove him into a frenzy. He squeezed her ass with both hands and thrust repeatedly at a rapid pace. She moaned a slew of explicits mixed in with his name and suddenly Rex was sharing in her bliss. His orgasm hit him hard and he let out a grunting moan. He thrust slowly a few more times before pressing his body against her, his dick fully inside of her.

They stayed in that position as the residual pleasure rippled through their bodies. Rex kissed Ahsoka passionately as he delicately slipped from inside of her with a grunt. He touched his forehead to hers and closed his eyes. He enjoyed feeling her hot breath on his face and neck as they shared this intimate moment. He opened his eyes again and found she was already looking at him. He couldn’t help but smile as he took in the beauty of her flushed face. She returned the smile and slowly unwrapped her legs from him and he set her onto the ground.

“I thought I told you not to call me Commander,” she said with a sly look.

“Apologies, sir.” He smiled knowingly. She would hate the formal response. Ahsoka narrowed her eyes and lightly punched him in the shoulder. But her lips never stopped smiling.

A breeze brushed across their hot skin reminding them of the dropping temperature and urging them to redress. Rex found his pants and pulled them back on. He decided to leave his armour off for the time being. He watched as Ahsoka reclipped her belt and shrugged her cloak back onto her shoulders. Despite the extra layer, she shivered in the cool breeze. Rex moved to her and wrapped his arms around her body.

“Are you okay? I mean, was that okay?” He asked. With the Jedi order rules and their busy schedules, he suspected this had been her first time as well. And even though their intimate act had felt so right, his clone trooper morality and sense of duty flared up like a dull ache within his mind.

Ahsoka looked into his eyes. “Yes. That was...perfect.” But as she said the words Rex saw her gaze shift towards the wrecked Venator in the distance. He responded by lightly placing a hand on the back of her head and gently guided her to his shoulder. He had hoped their shared happiness would have lasted a little longer. When they were entwined it had seemed as though they were the only two beings in the universe and nothing else mattered. But as their pleasure faded away, the pain began to resurface. Rex felt it and he knew Ahsoka did too. He wished he could bear it for both of them and alleviate her sorrow.

They remained unmoving in each other’s embrace. Rex rested his face against her neck and inhaled her scent. He felt her begin to shudder, but this time it was not in pleasure. Her arms suddenly squeezed him tighter. Her hands desperately grabbed at his shirt as if she might slip away if she lost her grip. A sobbing gasp escaped her lips as her emotions finally broke free. Rex held her closer and gently rubbed her back with his hands as sobs shook her body. He closed his eyes as a rush of protectiveness flooded through him. When she had quieted, he pulled back to look at her face. Her eyes were red and tears still ran down her ochre cheeks. Rex brought a hand to her face and gently brushed his thumb across her cheek in a feeble attempt to wipe away the moisture. Her eyes were cast downward to avoid his gaze.

“Hey…” Rex whispered, “it’s okay. I’m here. You don’t have to hide anything from me.”

Rex saw that tears still pooled in her eyes as they flicked to meet his. His breath caught in his chest as he stared into them, admiring their shining blue depths. He was overcome with a warmth he had never felt before. But he knew what it meant. His hand lifted and the back of his fingers lightly brushed her skin, following the shape of her face from brow to chin.

“I love you, Ahsoka.” Rex didn’t care if she returned the words. He had nothing left to lose. He was done holding back emotions from her. She was his world now. She was all that was left from his old life. And he had a duty to protect her.

The corners of her mouth turned upwards into a weak smile. The exhaustion from all the events leading up to this moment settled into her face. Ahsoka pulled Rex back into an embrace and hung her arms loosely around his neck. As she rested her head against his shoulder, he heard her let out a tired sigh.

“I love you, too.” She paused for a moment before adding, “I’m glad you’re here with me, Rex.”

Rex placed a gentle kiss on her forehead. The horrific events of Order 66 seemed further away again. A distant memory made fuzzy in his mind’s eye by her affectionate words echoing within his heart. He knew it wouldn’t last and wished he could live forever in this moment. But night was coming and the air was rapidly cooling off. They would both need sleep soon. And they still needed to get away from this moon before a search party arrived.

“What do we do now?” Rex asked, his voice soft.

Ahsoka pulled back and let her head fall backwards so her gaze met the darkening sky. She stayed like that for several breaths before answering his question.

“We survive.”


End file.
